Fear Itself

Fear Itself

Illustrated by: Adam Stower
For Ages: 7 - 10
  • 1
Time is ticking as the countdown to Ben Pratt’s school’s total demolition continues. Ben has been given a handful of clues that could help them save the school, but they are all written in maritime riddles. “After five bells sound, time to sit down.” What the heck does that mean? It’s hard to know where to begin when Ben and Jill don’t even know what they are looking for. All Lyman, the snake posing as the school janitor, needs to know, though, is that they are looking, and that could mean the end of the 30-million-dollar development deal that pays his salary. (Which, by the way, is MUCH larger than what a typical janitor makes.) As Lyman lurks in the shadows—and sometimes not in the shadows—Ben and Jill have to add another to-do to their list of things to accomplish in the next twenty-one days: (1) Figure out the clues left by past Keepers of the School groups, (2) figure out how these clues will help them save the school, and (3) stay one step ahead of Lyman. That’s the mission…which seems, at times, impossible.

The second book in this riveting and mysterious six-book series is as action-packed as the first one, culminating in a faceoff between Ben, Jill, and Lyman. “After five bells sound, time to sit down” makes for a good riddle, but Ben and Jill also knows when it’s time to stand up…for Oakes School and for themselves.
  • Atheneum Books for Young Readers | 
  • 224 pages | 
  • ISBN 9781416938873 | 
  • January 2011 | 
  • Grades 2 - 5 | 
  • Lexile ® 800L
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Reading Group Guide

Benjamin Pratt & the Keepers of the School, Book Two:

Fear Itself by Andrew Clements

Reading and Discussion Guide




The information, discussion questions, and activities that follow are intended to enhance your reading of Fear Itself. Please adapt these materials to suit your needs and interests.




1. Why is Ben a “local hero” at the beginning of the story? How does Ben feel about the attention he is getting for his heroic act? How does this experience impact his plan to “be invisible”? Why does Ben want to be invisible at the start of the story?


2. Who was Captain Duncan Oakes? What conclusions does Ben reach about Captain Oakes in the opening chapters of the story? What role do janitors play in the captain’s plan? How does this relate to the history of the school building?


3. What does Mrs. Sinclair accuse Ben of stealing? Though he did not steal it, why is this object important to Ben? Who does Ben discover is the real thief? Why does this realization frighten him?


4. Describe Ben and Jill’s friendship at the beginning of the story. In what way does Jill’s behavior confuse Ben? On what extra credit project are Ben and Jill working and how does this help them gain access to the school? see more

More Books from this Author

Benjamin Pratt & the Keepers of the School Collection
The Jake Drake Collection
The Map Trap
We Hold These Truths

About the Author

Andrew Clements
Photo Credit:

Andrew Clements

Andrew Clements is the author of the enormously popular Frindle. More than 10 million copies of his books have been sold, and he has been nominated for a multitude of state awards, including two Christopher Awards and an Edgar Award. His popular works include About Average, Troublemaker, Extra Credit, Lost and Found, No Talking, Room One, Lunch Money, and more. He is also the author of the Benjamin Pratt & the Keepers of the School series. He lives with his wife in Maine and has four grown children. Visit him at AndrewClements.com.